It's a serviceable-enough spy thriller, its production values are state-of-the-art, and it goes a certain distance on the charisma of the fast-rising Farrell, who's on screen for virtually every second of the running time.

But its psychological motivations are fuzzy, there's not a lot of chemistry between the stars, and the script continually telegraphs its surprises by hammering home the fact that "nothing is at it seems." It's just never as gripping as it needs to be.

The premise is embarrassingly close to last week's more comedic "Confessions of a Dangerous Mind," and even starts off its action with a similarly unlikely scene in a bar in which a CIA recruiter (Pacino) approaches a young prospect (Farrell) for "The Company."

The lad accepts and is zipped straight to "The Farm," the deluxe, rural CIA training facility where, under Pacino's stern guidance, he's trained in the arts of self-defense, assassination, high-tech espionage, lying to lie detectors and other such skills.

He also runs afoul of his tutor, falls for a beautiful and mysterious fellow recruit (Bridget Moynahan) and finds himself gradually consumed by a Kafkaesque situation in which he can't tell friend from foe, and the fate of the nation seems at stake.

Farrell is a riveting presence, and -- amazingly -- he's become one of the hottest young stars in Hollywood off movies that have mostly either flopped at the box office ("Hart's War," "American Outlaws") or gone straight to video ("Ordinary Decent Criminal," "Tigerland").

But something about him doesn't engender a great deal of sympathy, he doesn't spark off other actors, and he's not helped here by the fact that Pacino (who has never looked more like the dying Don Corleone), gives one of his more slovenly, walk-through performances.

The script, credited to Towne and two other writers, feels labored, forever destroys its own suspense by having Pacino remind the hero that "everything is a test," and strains credulity: Does the CIA really beat and torture its candidates to the edge of death?

Donaldson tries hard, but he can't find the kind of groove that made his "No Way Out" and "Thirteen Days" classics of the suspense genre. His chases are numbingly routine and he spends way too much time having his hero stare at computer screens.